In-depth interviews were conducted with 25 schoolgirls in Gaborone, Botswana, to identify factors that help girls resist sexual relationships with older men. Personal factors that helped these girls to resist intergenerational sexual relationships included a desire to maintain some power in decisionmaking, personal ambition, a sense of self-worth, acceptance of their economic circumstances, their knowledge of sexual risks and beliefs about virginity. Sociocultural sub-themes that emerged included desire and respect for marriage, beliefs that older people should be regarded as parents, social morals, especially about family breakdown, and the experiences of close relatives. Finally, girls reported the importance of school connectedness and religious beliefs. These protective factors can be translated into programmes to empower girls to resist intergenerational sexual relationships in urban Botswana.